Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 09, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-35525 | |
Entity Registrant Name | SMITH MICRO SOFTWARE, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 33-0029027 | |
Entity Address, Address Line One | 5800 CORPORATE DRIVE | |
Entity Address, City or Town | PITTSBURGH | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 15237 | |
City Area Code | 412 | |
Local Phone Number | 837-5300 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | SMSI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 55,102,055 | |
Entity Central Index Key | 0000948708 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 5,357 | $ 16,078 |
Accounts receivable, net of allowance for doubtful accounts of $3 and $2 (2022 and 2021, respectively) | 11,562 | 10,590 |
Prepaid expenses and other current assets | 2,514 | 1,988 |
Total current assets | 19,433 | 28,656 |
Equipment and improvements, net | 2,129 | 2,698 |
Right-of-use assets | 4,291 | 4,866 |
Other assets | 541 | 620 |
Intangible assets, net | 39,410 | 42,631 |
Goodwill | 35,041 | 35,041 |
Total assets | 100,845 | 114,512 |
Current liabilities: | ||
Accounts payable | 3,774 | 3,301 |
Accrued payroll and benefits | 3,759 | 4,055 |
Current operating lease liabilities | 1,400 | 1,400 |
Other accrued liabilities | 1,227 | 612 |
Total current liabilities | 10,160 | 9,368 |
Non-current liabilities: | ||
Operating lease liabilities | 3,640 | 4,467 |
Deferred tax liabilities, net | 117 | 117 |
Total non-current liabilities | 3,757 | 4,584 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, par value $0.001 per share; 100,000,000 shares authorized; 55,121,767 and 54,259,390 shares issued and outstanding (2022 and 2021, respectively) | 55 | 54 |
Additional paid-in capital | 354,641 | 352,779 |
Accumulated comprehensive deficit | (267,768) | (252,273) |
Total stockholders’ equity | 86,928 | 100,560 |
Total liabilities and stockholders' equity | $ 100,845 | $ 114,512 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 3 | $ 2 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares outstanding (in shares) | 55,121,767 | 54,259,390 |
Common stock, shares issued (in shares) | 55,121,767 | 54,259,390 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||||
Revenues | $ 12,674 | $ 15,919 | $ 25,409 | $ 27,300 |
Cost of revenues | 3,617 | 3,358 | 7,253 | 4,903 |
Gross profit | 9,057 | 12,561 | 18,156 | 22,397 |
Operating expenses: | ||||
Selling and marketing | 3,720 | 3,117 | 6,706 | 5,361 |
Research and development | 8,213 | 7,063 | 15,615 | 11,936 |
General and administrative | 4,026 | 4,946 | 8,073 | 8,604 |
Amortization of intangible assets | 1,577 | 2,645 | 3,221 | 4,943 |
Total operating expenses | 17,536 | 17,771 | 33,615 | 30,844 |
Operating loss | (8,479) | (5,210) | (15,459) | (8,447) |
Other income (expense): | ||||
Interest income (expense), net | 2 | 16 | (2) | 24 |
Other income, net | 15 | 5 | 15 | 9 |
Loss before provision for income taxes | (8,462) | (5,189) | (15,446) | (8,414) |
Provision for income tax expense | 31 | 14 | 50 | 14 |
Net loss | $ (8,493) | $ (5,203) | $ (15,496) | $ (8,428) |
Loss per share: | ||||
Basic (in dollars per share) | $ (0.15) | $ (0.10) | $ (0.28) | $ (0.17) |
Diluted (in dollars per share) | $ (0.15) | $ (0.10) | $ (0.28) | $ (0.17) |
Weighted average shares outstanding: | ||||
Basic (in shares) | 55,183 | 53,017 | 55,844 | 48,219 |
Diluted (in shares) | 55,183 | 53,017 | 55,844 | 48,219 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Comprehensive Deficit |
BALANCE, at beginning of period (in shares) at Dec. 31, 2020 | 41,233,000 | |||
BALANCE, at beginning of period at Dec. 31, 2020 | $ 58,716 | $ 41 | $ 279,905 | $ (221,230) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Non-cash compensation recognized on stock options and ESPP | 39 | 39 | ||
Restricted stock grants, net of cancellations (in shares) | 1,070,000 | |||
Restricted stock grants, net of cancellations | 2,255 | $ 1 | 2,254 | |
Cancellation of shares for payment of withholding tax (in shares) | (211,000) | |||
Cancellation of shares for payment of withholding tax | (1,309) | (1,309) | ||
Employee stock purchase plan (in shares) | 4,000 | |||
Employee stock purchase plan | 19 | 15 | ||
Common shares issued in stock offering, net offering costs (in shares) | 9,521,000 | |||
Common shares issued in stock offering, net of offering costs | 59,711 | $ 10 | 59,701 | |
Common shares issued in connection with Avast Family Safety Mobile acquisition, net (in shares) | 1,460,000 | |||
Common shares issued in connection with Avast Family Safety Mobile acquisition, net | 8,381 | $ 1 | 8,380 | |
Exercise of common stock warrants (in shares) | 484,000 | |||
Exercise of common stock warrants | 40 | $ 1 | 39 | |
Exercise of stock options (in shares) | 15,000 | |||
Exercise of stock options | 53 | 53 | ||
Net loss | (8,428) | (8,428) | ||
BALANCE, at end of period (in shares) at Jun. 30, 2021 | 53,576,000 | |||
BALANCE, at end of period at Jun. 30, 2021 | 119,473 | $ 54 | 349,077 | (229,658) |
BALANCE, at beginning of period (in shares) at Mar. 31, 2021 | 51,646,000 | |||
BALANCE, at beginning of period at Mar. 31, 2021 | 115,655 | $ 52 | 340,058 | (224,455) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Non-cash compensation recognized on stock options and ESPP | 21 | 21 | ||
Restricted stock grants, net of cancellations (in shares) | 100,000 | |||
Restricted stock grants, net of cancellations | 1,258 | $ 0 | 1,258 | |
Cancellation of shares for payment of withholding tax (in shares) | (90,000) | |||
Cancellation of shares for payment of withholding tax | (484) | (484) | ||
Costs associated with common stock offering | (188) | (188) | ||
Common shares issued in connection with Avast Family Safety Mobile acquisition, net (in shares) | 1,460,000 | |||
Common shares issued in connection with Avast Family Safety Mobile acquisition, net | 8,381 | $ 1 | 8,380 | |
Exercise of common stock warrants (in shares) | 451,000 | |||
Exercise of common stock warrants | 0 | $ 1 | (1) | |
Exercise of stock options (in shares) | 9,000 | |||
Exercise of stock options | 33 | 33 | ||
Net loss | (5,203) | (5,203) | ||
BALANCE, at end of period (in shares) at Jun. 30, 2021 | 53,576,000 | |||
BALANCE, at end of period at Jun. 30, 2021 | $ 119,473 | $ 54 | 349,077 | (229,658) |
BALANCE, at beginning of period (in shares) at Dec. 31, 2021 | 54,259,390 | 54,259,000 | ||
BALANCE, at beginning of period at Dec. 31, 2021 | $ 100,560 | $ 54 | 352,779 | (252,273) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Non-cash compensation recognized on stock options and ESPP | 44 | 44 | ||
Restricted stock grants, net of cancellations (in shares) | 1,132,000 | |||
Restricted stock grants, net of cancellations | 2,709 | $ 1 | 2,708 | |
Cancellation of shares for payment of withholding tax (in shares) | (285,000) | |||
Cancellation of shares for payment of withholding tax | (925) | (925) | ||
Employee stock purchase plan (in shares) | 6,000 | |||
Employee stock purchase plan | $ 19 | 19 | ||
Exercise of stock options (in shares) | 8,000 | 8,000 | ||
Exercise of stock options | $ 16 | 16 | ||
Net loss | $ (15,496) | (15,496) | ||
BALANCE, at end of period (in shares) at Jun. 30, 2022 | 55,121,767 | 55,120,000 | ||
BALANCE, at end of period at Jun. 30, 2022 | $ 86,928 | $ 55 | 354,641 | (267,768) |
BALANCE, at beginning of period (in shares) at Mar. 31, 2022 | 55,156,000 | |||
BALANCE, at beginning of period at Mar. 31, 2022 | 94,183 | $ 55 | 353,403 | (259,275) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Non-cash compensation recognized on stock options and ESPP | 23 | 23 | ||
Restricted stock grants, net of cancellations (in shares) | 127,000 | |||
Restricted stock grants, net of cancellations | 1,665 | 1,665 | ||
Cancellation of shares for payment of withholding tax (in shares) | (164,000) | |||
Cancellation of shares for payment of withholding tax | (452) | (452) | ||
Exercise of stock options (in shares) | 1,000 | |||
Exercise of stock options | 2 | 2 | ||
Net loss | $ (8,493) | (8,493) | ||
BALANCE, at end of period (in shares) at Jun. 30, 2022 | 55,121,767 | 55,120,000 | ||
BALANCE, at end of period at Jun. 30, 2022 | $ 86,928 | $ 55 | $ 354,641 | $ (267,768) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating activities: | ||
Net loss | $ (15,496) | $ (8,428) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 3,902 | 5,481 |
Non-cash lease expense | 673 | 618 |
Provision for doubtful accounts | 0 | (3) |
Provision for excess and obsolete inventory | 0 | (97) |
Stock based compensation | 2,754 | 2,295 |
Changes in operating accounts: | ||
Accounts receivable | (975) | 3,640 |
Prepaid expenses and other assets | (527) | (225) |
Accounts payable and accrued liabilities | (1,812) | (1,077) |
Deferred revenue | (146) | (708) |
Net cash (used in) provided by operating activities | (11,627) | 1,496 |
Investing activities: | ||
Acquisitions, net | 0 | (56,865) |
Capital expenditures | (112) | (336) |
Other investing activities | 83 | 69 |
Net cash used in investing activities | (29) | (57,132) |
Financing activities: | ||
Proceeds from common stock offering, net of offering expenses | 0 | 59,711 |
Proceeds from exercise of common stock warrants | 0 | 40 |
Proceeds from financing arrangements | 1,291 | 0 |
Repayments of financing arrangements | (391) | 0 |
Other financing activities | 35 | 67 |
Net cash provided by financing activities | 935 | 59,818 |
Net (decrease) increase in cash and cash equivalents | (10,721) | 4,182 |
Cash and cash equivalents, beginning of period | 16,078 | 25,754 |
Cash and cash equivalents, end of period | 5,357 | 29,936 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes | 174 | 63 |
Non-cash investing and financing activities: | ||
Issuance of common stock in connection with acquisition | $ 0 | $ 8,381 |
The Company
The Company | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | The Company Smith Micro Software, Inc. (“Smith Micro” or “the Company”) develops software to simplify and enhance the mobile experience, providing solutions to some of the leading wireless and cable service providers around the world. From enabling the family digital lifestyle to providing powerful voice messaging capabilities, the Company strives to enrich today’s connected lifestyles while creating new opportunities to engage consumers via smartphones and consumer Internet of Things (“IoT”) devices. Smith Micro’s portfolio includes a wide range of products for creating, sharing, and monetizing rich content, such as visual voice messaging, retail content display optimization and performance analytics on various product sets. Smith Micro’s solution portfolio is comprised of proven products that enable its customers to provide: • In-demand digital services that connect today’s digital lifestyle, including family location services, parental controls, and consumer IoT devices to mobile consumers worldwide; • Easy visual access to voice messages on mobile devices through visual voicemail and voice-to-text transcription functionality; and • Strategic, consistent, and measurable digital demonstration experiences that educate retail shoppers, create awareness of products and services, drive in-store sales, and optimize retail experiences with actionable analytics derived from in-store customer behavior. |
Accounting Policies
Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Accounting Policies | Accounting Policies Basis of Presentation The accompanying interim consolidated balance sheet as of June 30, 2022, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the three and six months ended June 30, 2022 and 2021, are unaudited. The unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) have been omitted. In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments which are normal and recurring, and necessary to fairly state the financial position, results of operations, and cash flows of the Company. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 filed with the SEC on March 11, 2022. Intercompany balances and transactions have been eliminated in consolidation. Certain amounts in the prior period consolidated financial statements have been reclassified for comparative purposes principally to conform to the presentation of the current year period. Operating results for the three and six months ended June 30, 2022 are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending December 31, 2022. New Accounting Pronouncements In June 2016, FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." This updated guidance sets forth a current expected credit loss model based on expected losses. Under this model, an entity recognizes an allowance for expected credit losses based on historical experience, current conditions and forecasted information rather than the current methodology of delaying recognition of credit losses until it is probable a loss has been incurred. This guidance becomes effective for the Company beginning in interim periods starting in fiscal year 2023. The impact of adopting the new standard is not anticipated to have a material impact on the Company's consolidated financial statements. Reclassifications Certain reclassification have been made to the prior year financial statements to conform to the current presentation. |
Credit Facility
Credit Facility | 6 Months Ended |
Jun. 30, 2022 | |
Line of Credit Facility [Abstract] | |
Credit Facility | Credit Facility On March 31, 2022, the Company and its wholly-owned subsidiary, Smith Micro Software, LLC, as co-borrowers entered into a credit agreement with Wells Fargo Bank, National Association providing for a $7.0 million secured revolving credit facility (the “Credit Facility”) that can be utilized to finance the Company’s working capital requirements and other general corporate purposes, and of which up to $0.5 million is available for letters of credit. The Credit Facility will mature on March 31, 2023. The loans under the Credit Facility bear interest at the secured overnight financing rate plus 2%. The Credit Facility allows voluntary repayment of outstanding loans at any time without premium or penalty. The Credit Facility is secured by substantially all of the property of the borrowers. The Credit Facility contains representations and warranties, affirmative and negative covenants and events of default customary for financings of this type, including negative covenants that, among other things, limit the ability of the borrowers to incur liens, limit the ability of the borrowers to make certain fundamental changes and limit the ability of the borrowers to incur other indebtedness, in each case subject to exceptions and qualifications. The Credit Facility also contains a current asset coverage ratio covenant for any quarter in which the Credit Facility has an outstanding balance. This covenant requires the ratio of (i) the sum of cash plus marketable securities, plus accounts receivable to (ii) the principal balance outstanding of the Credit Facility to not be less than 2.0 to 1.0. As of June 30, 2022, there were no borrowings outstanding under the Credit Facility and there were no instances of noncompliance with covenants. In connection with the transactions described further in Note 12, the Credit Facility was terminated on August 11, 2022. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets In accordance with FASB ASC Topic No. 350, Intangibles-Goodwill and Other , Smith Micro reviews the recoverability of the carrying value of goodwill at least annually or whenever events or circumstances indicate a potential impairment. The Company’s impairment testing will be performed annually on December 31. Recoverability of goodwill is determined by comparing the fair value of the Company’s reporting unit to the carrying value of the underlying net assets in the reporting unit. If the fair value of a reporting unit is determined to be less than the carrying value of its net assets, goodwill is deemed impaired and an impairment loss is recognized to the extent that the carrying value of goodwill exceeds the difference between the fair value of the reporting unit and the fair value of its other assets and liabilities. The Company determined that there were no goodwill impairment indicators at June 30, 2022 and December 31, 2021. The components of the Company’s intangible assets were as follows for the periods presented: June 30, 2022 December 31, 2021 (unaudited, in thousands, except for useful life data) (audited, in thousands, except for useful life data) Weighted Average Gross Accumulated Net Book Value Weighted Average Gross Accumulated Net Book Value Purchased technology 7 $ 13,529 $ (4,804) $ 8,725 8 $ 13,529 $ (3,764) $ 9,765 Customer relationships 12 27,960 (3,858) 24,102 13 27,960 (2,816) 25,144 Customer contracts 2 7,000 (5,119) 1,881 2 7,000 (4,441) 2,559 Software license 8 5,419 (1,173) 4,247 9 5,419 (793) 4,626 Non-compete 1 283 (235) 48 1 283 (196) 87 Patents 5 600 (193) 407 5 600 (150) 450 Total $ 54,791 $ (15,381) $ 39,410 $ 54,791 $ (12,160) $ 42,631 The Company amortizes intangible assets over the pattern of economic benefit expected to be generated from the use of the assets, with a total weighted average amortization period of approximately 10 years as of June 30, 2022 and December 31, 2021. As of June 30, 2022, estimated amortization expense for the remainder of 2022 and thereafter was as follows: Year Ending December 31, Amortization Expense 2022 $ 3,090 2023 5,874 2024 5,635 2025 5,402 2026 5,007 2027 and thereafter 14,402 Total $ 39,410 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The Company calculates earnings per share (“EPS”) as required by FASB ASC Topic No. 260, Earnings Per Share . Basic EPS is calculated by dividing the net income available to common stockholders by the weighted average number of common shares outstanding for the period, excluding common stock equivalents. Diluted EPS is computed by dividing the net income available to common stockholders by the weighted average number of common shares outstanding for the period, plus the weighted average number of dilutive common stock equivalents outstanding for the period determined using the treasury-stock method. For periods with a net loss, the dilutive common stock equivalents are excluded from the diluted EPS calculation. For purposes of this calculation, common stock subject to repurchase by the Company, options, and warrants are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share when their effect is dilutive. The following table sets forth the details of basic and diluted earnings per share: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands, except per share amounts) (unaudited, in thousands, except per share amounts) Numerator: Net loss $ (8,493) $ (5,203) $ (15,496) $ (8,428) Denominator: Weighted average shares outstanding – basic 55,183 53,017 55,844 48,219 Potential common shares – options / warrants (treasury stock method) — — — — Weighted average shares outstanding – diluted 55,183 53,017 55,844 48,219 Shares excluded (anti-dilutive) 640 1,871 869 1,965 Net loss per common share: Basic $ (0.15) $ (0.10) $ (0.28) $ (0.17) Diluted $ (0.15) $ (0.10) $ (0.28) $ (0.17) |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Plans During the six months ended June 30, 2022, the Company granted 1.3 million shares of restricted stock under the Company’s 2015 Omnibus Equity Incentive Plan, as amended. On June 18, 2015, Smith Micro’s stockholders approved the 2015 Omnibus Equity Incentive Plan (“2015 OEIP”) and subsequent amendments to the 2015 OEIP to increase the number of shares reserved thereunder were approved by its stockholders on June 14, 2018 and June 9, 2020. The 2015 OEIP replaced the 2005 Stock Option / Stock Issuance Plan (“2005 Plan”) which was due to expire on July 28, 2015. As of June 30, 2022, there were approximately 2.5 million shares available for future grants under the Company’s 2015 Plan. All outstanding options under the 2005 Plan remain outstanding, but no new grants will be made under the 2005 Plan. The maximum number of shares of the Company’s common stock available for issuance over the term of the 2015 OEIP may not exceed 9,625,000 shares. The 2015 OEIP provides for the issuance of full value awards (restricted stock, performance stock, dividend equivalent right or restricted stock units) and partial value awards (stock options or stock appreciation rights) to employees, non-employee members of the board and consultants. Any full value award settled in shares will be debited as 1.2 shares, and partial value awards settled in shares will be debited as 1.0 shares against the share reserve. The exercise price per share for stock option grants is not to be less than the fair market value per share of the Company’s common stock on the date of grant. The Board of Directors has the discretion to determine the vesting schedule. Stock options may be exercisable immediately or in installments, but generally vest over a four-year period from the date of grant. In the event the holder ceases to be employed by the Company, all unvested stock options terminate, and all vested stock options may be exercised within a period of 90 days following termination. In general, stock options expire ten years from the date of grant. Restricted stock is valued using the closing stock price on the date of the grant. The total value is expensed over the vesting period of 12 to 48 months. Employee Stock Purchase Plan The Company has a shareholder approved employee stock purchase plan (“ESPP”), under which substantially all employees may purchase the Company’s common stock through payroll deductions at a price equal to 85% of the lower of the fair market values of the stock as of the beginning and end of six-month offering periods. An employee’s payroll deductions under the ESPP are limited to 10% of the employee’s compensation and employees may not purchase more than the lesser of $25,000 of stock, or 250 shares, for any purchase period. Additionally, no more than 250,000 shares in the aggregate may be purchased under the plan. Stock Compensation Expense The Company accounts for all stock-based payment awards made to employees and directors based on their fair values and recognized as compensation expense over the vesting period using the straight-line method over the requisite service period for each award as required by FASB ASC Topic No. 718, Compensation-Stock Compensation . Compensation Costs Non-cash stock-based compensation expenses related to stock options, restricted stock grants and the ESPP were recorded in the financial statements as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Cost of sales $ 1 $ — $ 1 $ 1 Sales and marketing 652 236 735 425 Research and development 268 241 529 434 General and administrative 767 802 1,488 1,435 Total non-cash stock compensation expense $ 1,688 $ 1,279 $ 2,753 $ 2,295 As of June 30, 2022, there was approximately $9.5 million unrecognized compensation costs related to non-vested stock options and restricted stock granted under the 2015 OEIP and the 2005 Plan. In the second quarter of 2022 there was a modification of a restricted stock award which accelerated the vesting of that award. As such an additional $0.6 million of stock compensation expense was recorded in Sales and marketing expense in that period. At June 30, 2022, there were 2.5 million shares available for future grants under the 2015 OEIP Plan. Stock Options A summary of the Company’s stock options outstanding and related information under the 2015 OEIP and 2005 Plan for the six months ended June 30, 2022 are as follows (in thousands except weighted average exercise price and weighted average remaining contractual life): Shares Weighted Avg. Exercise Price Wtd. Avg. Remaining Contractual Life (Yrs) Aggregate Intrinsic Value Outstanding as of December 31, 2021 194 $ 4.12 $ — Granted — $ — $ — Exercised (8) $ 2.15 $ 11 Forfeited (1) $ 5.52 $ — Expired (5) $ 6.80 $ — Outstanding as of June 30, 2022 180 $ 4.12 4.5 $ 21 Vested and expected to vest at June 30, 2022 176 $ 4.10 4.3 $ 21 Exercisable as of June 30, 2022 145 $ 4.03 3.7 $ 17 Restricted Stock Awards A summary of the Company’s restricted stock awards outstanding under the 2015 OEIP and 2005 Plan for the six months ended June 30, 2022 are as follows (in thousands, except weighted average grant date fair value): Shares Weighted average Unvested at December 31, 2021 1,668 $ 5.83 Granted 1,340 $ 3.82 Vested (760) $ 5.00 Canceled and forfeited (208) $ 6.08 Unvested at June 30, 2022 2,040 $ 4.80 |
Revenues
Revenues | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues Revenue Recognition In accordance with FASB ASC Topic No. 606, Revenue from Contracts with Customers , the Company recognizes the sale of goods and services based on the five-step analysis of transactions as provided in Topic 606, which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for such goods and services. The Company recognizes sales of goods and services based on the five-step analysis of transactions as provided in Topic 606. For all contracts with customers, the Company first identifies the contract which usually is established when a contract is fully executed by each party and consideration is expected to be received. Next, the Company identifies the performance obligations in the contract. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. The Company then determines the transaction price in the arrangement and allocates the transaction price, if necessary, to each performance obligation identified in the contract. The allocation of the transaction price to the performance obligations are based on the relative standalone selling prices for the goods and services contained in a particular performance obligation. The transaction price is adjusted for the Company’s estimate of variable consideration which may include certain incentives and discounts, product returns, distributor fees, and storage fees. The Company evaluates the total amount of variable consideration expected to be earned by using the expected value method, as the Company believes this method represents the most appropriate estimate for this consideration, based on historical service trends, the individual contract considerations, and its best judgment at the time. The Company includes estimates of variable consideration in revenues only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company also generates the majority of its revenue on usage-based fees which are variable and depend entirely on customers’ use of perpetual licenses, transactions processed on the Company’s hosted environment, advertisement placements on the Company’s service platform, and activity on the Company’s cloud-based service platform. The Company’s contracts with the mobile network operator (“MNO”) customers include promises to transfer multiple products and services. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Smith Micro’s cloud-based services include a software solution license integrated with cloud-based services. Since the Company does not allow its customers to take possession of the cloud-based elements of its software solutions, and since the utility of the license comes from the cloud-based services that the Company provides, Smith Micro considers the software license and the cloud services to be a single performance obligation. The Company recognizes revenue associated with its MNO customers based on their active subscribers’ access and usage of Smith Micro’s software licenses and cloud-based services on Smith Micro’s platforms. Smith Micro has made accounting policy elections to exclude all taxes by governmental authorities from the measurement of the transaction price, and since the Company’s standard payment terms are less than one year, the Company has elected the practical expedient not to assess whether a contract has a significant financing component. Disaggregation of Revenues Revenues on a disaggregated basis are as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands) (unaudited, in thousands) License and service fees $ 1,033 $ 795 $ 1,861 $ 2,382 Hosted environment usage fees 1,434 3,956 2,863 8,097 Cloud based usage fees 9,670 10,555 19,548 15,602 Consulting services and other 537 613 1,137 1,219 Total revenues $ 12,674 $ 15,919 $ 25,409 $ 27,300 |
Segment, Customer Concentration
Segment, Customer Concentration and Geographical Information | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment, Customer Concentration and Geographical Information | Segment, Customer Concentration and Geographical Information Segment Information Public companies are required to report financial and descriptive information about their reportable operating segments as required by FASB ASC Topic No. 280, Segment Reporting . The Company has one primary business unit based on how management internally evaluates separate financial information, business activities and management responsibility: Wireless. The Wireless segment includes the Family Safety (which includes SafePath®), CommSuite®, and ViewSpot® families of products. The Company does not separately allocate operating expenses to these product lines, nor does it allocate specific assets. Therefore, product line information reported includes only revenues. The following table presents the Wireless revenues by product line: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands) (unaudited, in thousands) Family Safety $ 10,161 $ 11,119 $ 20,528 $ 17,385 CommSuite 1,433 3,944 2,862 8,073 ViewSpot 1,080 817 2,014 1,746 Other — 39 5 96 Total wireless revenues $ 12,674 $ 15,919 $ 25,409 $ 27,300 Customer Concentration Information The Company has certain customers whose revenues individually represented greater than 10% of the Company’s total revenues, or whose accounts receivable balances individually represented greater than 10% of the Company’s total accounts receivable. For the three months ended June 30, 2022 two customers made up 44% and 37% of revenues. For the three months ended June 30, 2021 two customers made up 57% and 25% of revenues. For the six months ended June 30, 2022 two customers made up 42% and 37% of revenues. For the six months ended June 30, 2021 two customers made up 63% and 16% of revenues. As of June 30, 2022 three customers accounted for 47%, 26%, and 14% of accounts receivable, and as of June 30, 2021, three customers accounted for 44%, 29%, and 12% of accounts receivable. Geographical Information During the three and six months ended June 30, 2022 and 2021, the Company operated in two geographic locations: the Americas and Europe, Middle East and Africa (EMEA). Revenues attributed to the geographic location of the customers’ bill-to address were as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands) (unaudited, in thousands) Americas $ 12,222 $ 15,351 $ 24,407 $ 25,496 EMEA 452 568 1,002 1,804 Total revenues $ 12,674 $ 15,919 $ 25,409 $ 27,300 The Company does not separately allocate specific assets to these geographic locations. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation The Company may become involved in various legal proceedings arising from its business activities. While management does not believe the ultimate disposition of these matters will have a material adverse impact on the Company’s consolidated results of operations, cash flows, or financial position, litigation is inherently unpredictable, and depending on the nature and timing of these proceedings, an unfavorable resolution could materially affect the Company’s future consolidated results of operations, cash flows, or financial position in a particular period. Other Contingent Contractual Obligations During its normal course of business, the Company has made certain indemnities, commitments, and guarantees under which it may be required to make payments in connection with certain transactions. These include: indemnities to the Company’s customers pursuant to contracts for the Company’s products and services, including indemnities with respect to intellectual property, confidentiality and data privacy; indemnities to various lessors in connection with facility leases for certain claims arising from use of such facility or under such lease; indemnities to vendors and service providers pertaining to claims based on the negligence or willful misconduct of the Company; indemnities involving the accuracy of representations and warranties in certain contracts; and indemnities to directors and officers of the Company to the maximum extent permitted under the laws of the State of Delaware. In addition, the Company has made or may make contractual commitments to employees providing for severance payments upon the occurrence of certain prescribed events. The Company may also issue a guarantee in the form of a standby letter of credit as security for contingent liabilities under certain customer contracts. The duration of these indemnities, commitments, and guarantees varies, and in certain cases may be indefinite. The majority of these indemnities, commitments, and guarantees may not provide for any limitation of the maximum potential for future payments the Company could be obligated to make. The Company has not recorded any liability for these indemnities, commitments, and guarantees in the accompanying consolidated balance sheets. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | Leases The Company leases office space and equipment, and certain office space is subleased. Management determines if a contract is a lease at the inception of the arrangement and reviews all options to extend, terminate, or purchase its right-of-use assets at the inception of the lease and accounts for these options when they are reasonably certain of being exercised. Leases with an initial term of greater than twelve months are recorded on the consolidated balance sheet. Lease expense is recognized on a straight-line basis over the lease term. The Company’s lease contracts generally do not provide a readily determinable implicit rate. For these contracts, the estimated incremental borrowing rate is based on information available at the inception of the lease. Operating lease cost consists of the following: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands) (unaudited, in thousands) Lease cost $ 406 $ 560 $ 833 $ 1,120 Sublease income — (151) (18) (301) Total lease cost $ 406 $ 409 $ 815 $ 819 The maturity of operating lease liabilities is presented in the following table: As of June 30, 2022 (unaudited, in thousands) 2022 $ 819 2023 1,657 2024 1,505 2025 1,151 2026 471 Total lease payments 5,603 Less imputed interest (563) Present value of lease liabilities $ 5,040 Additional information relating to the Company’s operating leases follows: As of June 30, 2022 (unaudited) Weighted average remaining lease term (years) 3.53 Weighted average discount rate 6.3 % |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company accounts for income taxes as required by FASB ASC Topic No. 740, Income Taxes . The Company assesses whether a valuation allowance should be recorded against its deferred tax assets based on the consideration of all available evidence, using a “more likely than not” realization standard. The four sources of taxable income that must be considered in determining whether deferred tax assets will be realized are: (1) future reversals of existing taxable temporary differences (i.e., offset of gross deferred tax liabilities against gross deferred tax assets); (2) taxable income in prior carryback years, if carryback is permitted under the applicable tax law; (3) tax planning strategies; and (4) future taxable income exclusive of reversing temporary differences and carryforwards. In assessing whether a valuation allowance is required, significant weight is to be given to evidence that can be objectively verified. A significant factor in the Company’s assessment is that the Company was in a three-year historical cumulative loss as of the end of fiscal 2021. In addition, the Company was also in a loss for fiscal 2017 and 2018. These facts, combined with uncertain near-term market and economic conditions, reduced the Company’s ability to rely on projections of future taxable income in assessing the realizability of its deferred tax assets. After a review of the four sources of taxable income as of December 31, 2021, and after consideration of the Company’s cumulative loss position as of December 31, 2021, the Company will continue to reserve its U.S.-based deferred tax amounts, which total $57.3 million as of June 30, 2022. The Company is subject to U.S. federal income tax as well as income tax of multiple state jurisdictions. Currently there are no audits in process or pending from federal or state tax authorities. The Company is no longer subject to examination for U.S. federal income tax returns for years before December 31, 2018 and for state income tax returns, the Company is no longer subject to examination for years before December 31, 2017. As of June 30, 2022, the company had no outstanding tax audits. The outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company’s tax |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company evaluates and discloses subsequent events as required by FASB ASC Topic No. 855, Subsequent Events . The Topic establishes general standards of accounting for and disclosure of events that occur after the balance sheet date, but before the financial statements are issued or are available to be issued. On August 11, 2022, the Company entered into a private placement of senior secured convertible notes with an aggregate original principal amount of $15 million and a conversion price of $3.35 per share, subject to adjustment, and warrants to acquire an aggregate amount of 2,238,805 shares of the Company's common stock.. The warrants are exercisable immediately at an exercise price of $3.35 per share and expire five years from the date of issuance. Concurrently with the convertible note transaction, the Company entered into a securities purchase agreement to sell 1,132,075 shares of the Company's common stock at a purchase price of $2.65 per share of stock together with an equivalent number of warrants. Each warrant will be exercisable on the six-month anniversary of the date of its issuance at an exercise price of $2.65 per share and will expire five years from the date it first becomes exercisable. Subsequent events have been evaluated as of the date of this filing and no further disclosures are required. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying interim consolidated balance sheet as of June 30, 2022, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the three and six months ended June 30, 2022 and 2021, are unaudited. The unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) have been omitted. In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments which are normal and recurring, and necessary to fairly state the financial position, results of operations, and cash flows of the Company. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 filed with the SEC on March 11, 2022. Intercompany balances and transactions have been eliminated in consolidation. Certain amounts in the prior period consolidated financial statements have been reclassified for comparative purposes principally to conform to the presentation of the current year period. |
New Accounting Pronouncements | In June 2016, FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." This updated guidance sets forth a current expected credit loss model based on expected losses. Under this model, an entity recognizes an allowance for expected credit losses based on historical experience, current conditions and forecasted information rather than the current methodology of delaying recognition of credit losses until it is probable a loss has been incurred. This guidance becomes effective for the Company beginning in interim periods starting in fiscal year 2023. The impact of adopting the new standard is not anticipated to have a material impact on the Company's consolidated financial statements. |
Earnings Per Share | The Company calculates earnings per share (“EPS”) as required by FASB ASC Topic No. 260, Earnings Per Share . Basic EPS is calculated by dividing the net income available to common stockholders by the weighted average number of common shares outstanding for the period, excluding common stock equivalents. Diluted EPS is computed by dividing the net income available to common stockholders by the weighted average number of common shares outstanding for the period, plus the weighted average number of dilutive common stock equivalents outstanding for the period determined using the treasury-stock method. For periods with a net loss, the dilutive common stock equivalents are excluded from the diluted EPS calculation. For purposes of this calculation, common stock subject to repurchase by the Company, options, and warrants are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share when their effect is dilutive. |
Segment Information | Public companies are required to report financial and descriptive information about their reportable operating segments as required by FASB ASC Topic No. 280, Segment Reporting . The Company has one primary business unit based on how management internally evaluates separate financial information, business activities and management responsibility: Wireless. The Wireless segment includes the Family Safety (which includes SafePath®), CommSuite®, and ViewSpot® families of products. The Company does not separately allocate operating expenses to these product lines, nor does it allocate specific assets. Therefore, product line information reported includes only revenues. |
Income Taxes | The Company accounts for income taxes as required by FASB ASC Topic No. 740, Income Taxes . The Company assesses whether a valuation allowance should be recorded against its deferred tax assets based on the consideration of all available evidence, using a “more likely than not” realization standard. The four sources of taxable income that must be considered in determining whether deferred tax assets will be realized are: (1) future reversals of existing taxable temporary differences (i.e., offset of gross deferred tax liabilities against gross deferred tax assets); (2) taxable income in prior carryback years, if carryback is permitted under the applicable tax law; (3) tax planning strategies; and (4) future taxable income exclusive of reversing temporary differences and carryforwards. In assessing whether a valuation allowance is required, significant weight is to be given to evidence that can be objectively verified. A significant factor in the Company’s assessment is that the Company was in a three-year historical cumulative loss as of the end of fiscal 2021. In addition, the Company was also in a loss for fiscal 2017 and 2018. These facts, combined with uncertain near-term market and economic conditions, reduced the Company’s ability to rely on projections of future taxable income in assessing the realizability of its deferred tax assets. |
Reclassifications | Certain reclassification have been made to the prior year financial statements to conform to the current presentation. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Components of Intangible Assets | The components of the Company’s intangible assets were as follows for the periods presented: June 30, 2022 December 31, 2021 (unaudited, in thousands, except for useful life data) (audited, in thousands, except for useful life data) Weighted Average Gross Accumulated Net Book Value Weighted Average Gross Accumulated Net Book Value Purchased technology 7 $ 13,529 $ (4,804) $ 8,725 8 $ 13,529 $ (3,764) $ 9,765 Customer relationships 12 27,960 (3,858) 24,102 13 27,960 (2,816) 25,144 Customer contracts 2 7,000 (5,119) 1,881 2 7,000 (4,441) 2,559 Software license 8 5,419 (1,173) 4,247 9 5,419 (793) 4,626 Non-compete 1 283 (235) 48 1 283 (196) 87 Patents 5 600 (193) 407 5 600 (150) 450 Total $ 54,791 $ (15,381) $ 39,410 $ 54,791 $ (12,160) $ 42,631 |
Estimated Future Amortization Expense | As of June 30, 2022, estimated amortization expense for the remainder of 2022 and thereafter was as follows: Year Ending December 31, Amortization Expense 2022 $ 3,090 2023 5,874 2024 5,635 2025 5,402 2026 5,007 2027 and thereafter 14,402 Total $ 39,410 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Details of Basic and Diluted Earnings Per Share | The following table sets forth the details of basic and diluted earnings per share: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands, except per share amounts) (unaudited, in thousands, except per share amounts) Numerator: Net loss $ (8,493) $ (5,203) $ (15,496) $ (8,428) Denominator: Weighted average shares outstanding – basic 55,183 53,017 55,844 48,219 Potential common shares – options / warrants (treasury stock method) — — — — Weighted average shares outstanding – diluted 55,183 53,017 55,844 48,219 Shares excluded (anti-dilutive) 640 1,871 869 1,965 Net loss per common share: Basic $ (0.15) $ (0.10) $ (0.28) $ (0.17) Diluted $ (0.15) $ (0.10) $ (0.28) $ (0.17) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of non-cash stock-based compensation expense | Non-cash stock-based compensation expenses related to stock options, restricted stock grants and the ESPP were recorded in the financial statements as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Cost of sales $ 1 $ — $ 1 $ 1 Sales and marketing 652 236 735 425 Research and development 268 241 529 434 General and administrative 767 802 1,488 1,435 Total non-cash stock compensation expense $ 1,688 $ 1,279 $ 2,753 $ 2,295 |
Summary of outstanding stock options | A summary of the Company’s stock options outstanding and related information under the 2015 OEIP and 2005 Plan for the six months ended June 30, 2022 are as follows (in thousands except weighted average exercise price and weighted average remaining contractual life): Shares Weighted Avg. Exercise Price Wtd. Avg. Remaining Contractual Life (Yrs) Aggregate Intrinsic Value Outstanding as of December 31, 2021 194 $ 4.12 $ — Granted — $ — $ — Exercised (8) $ 2.15 $ 11 Forfeited (1) $ 5.52 $ — Expired (5) $ 6.80 $ — Outstanding as of June 30, 2022 180 $ 4.12 4.5 $ 21 Vested and expected to vest at June 30, 2022 176 $ 4.10 4.3 $ 21 Exercisable as of June 30, 2022 145 $ 4.03 3.7 $ 17 |
Summary of restricted stock awards outstanding | A summary of the Company’s restricted stock awards outstanding under the 2015 OEIP and 2005 Plan for the six months ended June 30, 2022 are as follows (in thousands, except weighted average grant date fair value): Shares Weighted average Unvested at December 31, 2021 1,668 $ 5.83 Granted 1,340 $ 3.82 Vested (760) $ 5.00 Canceled and forfeited (208) $ 6.08 Unvested at June 30, 2022 2,040 $ 4.80 |
Revenues (Tables)
Revenues (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenues on Disaggregated Basis | Revenues on a disaggregated basis are as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands) (unaudited, in thousands) License and service fees $ 1,033 $ 795 $ 1,861 $ 2,382 Hosted environment usage fees 1,434 3,956 2,863 8,097 Cloud based usage fees 9,670 10,555 19,548 15,602 Consulting services and other 537 613 1,137 1,219 Total revenues $ 12,674 $ 15,919 $ 25,409 $ 27,300 |
Segment, Customer Concentrati_2
Segment, Customer Concentration and Geographical Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Wireless Revenues by Product | The following table presents the Wireless revenues by product line: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands) (unaudited, in thousands) Family Safety $ 10,161 $ 11,119 $ 20,528 $ 17,385 CommSuite 1,433 3,944 2,862 8,073 ViewSpot 1,080 817 2,014 1,746 Other — 39 5 96 Total wireless revenues $ 12,674 $ 15,919 $ 25,409 $ 27,300 |
Company Revenue in Different Geographic Locations | Revenues attributed to the geographic location of the customers’ bill-to address were as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands) (unaudited, in thousands) Americas $ 12,222 $ 15,351 $ 24,407 $ 25,496 EMEA 452 568 1,002 1,804 Total revenues $ 12,674 $ 15,919 $ 25,409 $ 27,300 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Summary of Operating Lease Cost | Operating lease cost consists of the following: For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 (unaudited, in thousands) (unaudited, in thousands) Lease cost $ 406 $ 560 $ 833 $ 1,120 Sublease income — (151) (18) (301) Total lease cost $ 406 $ 409 $ 815 $ 819 |
Summary of Maturity of Operating Lease Liabilities | The maturity of operating lease liabilities is presented in the following table: As of June 30, 2022 (unaudited, in thousands) 2022 $ 819 2023 1,657 2024 1,505 2025 1,151 2026 471 Total lease payments 5,603 Less imputed interest (563) Present value of lease liabilities $ 5,040 |
Summary of Additional Information Relating to Company's Operating Leases | Additional information relating to the Company’s operating leases follows: As of June 30, 2022 (unaudited) Weighted average remaining lease term (years) 3.53 Weighted average discount rate 6.3 % |
Credit Facility - Additional In
Credit Facility - Additional Information (Details) - Wells Fargo Bank, National Association - Credit Facility - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Mar. 31, 2022 | |
Line Of Credit Facility [Line Items] | ||
Secured revolving credit facility | $ 7,000,000 | |
Ratio of sum of cash plus marketable securities, plus accounts receivable to principal balance outstanding of Credit Facility | 2 | |
Borrowings outstanding | $ 0 | |
Secured Overnight Financing Rate | ||
Line Of Credit Facility [Line Items] | ||
Basis spread on variable rate | 2% | |
Letters of credit | ||
Line Of Credit Facility [Line Items] | ||
Secured revolving credit facility | $ 500,000 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill impairment | $ 0 | $ 0 |
Weighted average useful life | 10 years | 10 years |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Components of Intangible Assets (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 54,791 | $ 54,791 |
Accumulated Amortization | (15,381) | (12,160) |
Net Book Value | $ 39,410 | $ 42,631 |
Purchased technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in Years) | 7 years | 8 years |
Gross | $ 13,529 | $ 13,529 |
Accumulated Amortization | (4,804) | (3,764) |
Net Book Value | $ 8,725 | $ 9,765 |
Customer relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in Years) | 12 years | 13 years |
Gross | $ 27,960 | $ 27,960 |
Accumulated Amortization | (3,858) | (2,816) |
Net Book Value | $ 24,102 | $ 25,144 |
Customer contracts | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in Years) | 2 years | 2 years |
Gross | $ 7,000 | $ 7,000 |
Accumulated Amortization | (5,119) | (4,441) |
Net Book Value | $ 1,881 | $ 2,559 |
Software license | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in Years) | 8 years | 9 years |
Gross | $ 5,419 | $ 5,419 |
Accumulated Amortization | (1,173) | (793) |
Net Book Value | $ 4,247 | $ 4,626 |
Non-compete | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in Years) | 1 year | 1 year |
Gross | $ 283 | $ 283 |
Accumulated Amortization | (235) | (196) |
Net Book Value | $ 48 | $ 87 |
Patents | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in Years) | 5 years | 5 years |
Gross | $ 600 | $ 600 |
Accumulated Amortization | (193) | (150) |
Net Book Value | $ 407 | $ 450 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Estimated Future Amortization Expense (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2022 | $ 3,090 | |
2023 | 5,874 | |
2024 | 5,635 | |
2025 | 5,402 | |
2026 | 5,007 | |
2027 and thereafter | 14,402 | |
Total | $ 39,410 | $ 42,631 |
Earnings Per Share - Details of
Earnings Per Share - Details of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Numerator: | ||||
Net loss | $ (8,493) | $ (5,203) | $ (15,496) | $ (8,428) |
Denominator: | ||||
Weighted average shares outstanding – basic (in shares) | 55,183 | 53,017 | 55,844 | 48,219 |
Potential common shares - options / warrants (treasury stock method) (in shares) | 0 | 0 | 0 | 0 |
Weighted average shares outstanding – diluted (in shares) | 55,183 | 53,017 | 55,844 | 48,219 |
Shares excluded (anti-dilutive) (in shares) | 640 | 1,871 | 869 | 1,965 |
Net loss per common share: | ||||
Basic (in dollars per share) | $ (0.15) | $ (0.10) | $ (0.28) | $ (0.17) |
Diluted (in dollars per share) | $ (0.15) | $ (0.10) | $ (0.28) | $ (0.17) |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Plans (Detail) - shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 18, 2015 | |
2015 Omnibus Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized (in shares) | 9,625,000 | |
Vesting period | 4 years | |
Expiration period | 10 years | |
2015 Omnibus Equity Incentive Plan | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 48 months | |
Exercise period following termination | 90 days | |
2015 Omnibus Equity Incentive Plan | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 12 months | |
Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock, granted (in shares) | 1,340,000 | |
Restricted stock | 2015 Omnibus Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock, granted (in shares) | 1,300,000 | |
Number of shares available for future grants (in shares) | 2,500,000 | |
Full value awards | 2015 Omnibus Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Awards settled in shares, adjustments against share reserve (in shares) | 1.2 | |
Partial value awards | 2015 Omnibus Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Awards settled in shares, adjustments against share reserve (in shares) | 1 |
Stock-Based Compensation - Empl
Stock-Based Compensation - Employee Stock Purchase Plan (Details) - Employee Stock Purchase Plan | 6 Months Ended |
Jun. 30, 2022 USD ($) shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Purchase price as a percentage of fair market value | 85% |
Maximum value of shares available for purchase per employee | $ | $ 25,000 |
Maximum number of shares available for purchase per employee (in shares) | 250 |
Number of shares authorized (in shares) | 250,000 |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Maximum percentage of payroll deductions | 10% |
Stock-Based Compensation - Non-
Stock-Based Compensation - Non-cash stock-based compensation expense (Details) - USD ($) $ in Thousands, shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total non-cash stock compensation expense | $ 1,688 | $ 1,279 | $ 2,753 | $ 2,295 |
Unrecognized compensation costs | 9,500 | $ 9,500 | ||
Restricted stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total non-cash stock compensation expense | $ 600 | |||
2015 Omnibus Equity Incentive Plan | Restricted stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares available for future grants (in shares) | 2.5 | 2.5 | ||
Cost of sales | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total non-cash stock compensation expense | $ 1 | 0 | $ 1 | 1 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total non-cash stock compensation expense | 652 | 236 | 735 | 425 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total non-cash stock compensation expense | 268 | 241 | 529 | 434 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total non-cash stock compensation expense | $ 767 | $ 802 | $ 1,488 | $ 1,435 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of outstanding stock options (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 $ / shares | |
Shares | ||
Outstanding at beginning of period (in shares) | shares | 194 | |
Granted (in shares) | shares | 0 | |
Exercised (in shares) | shares | (8) | |
Forfeited (in shares) | shares | (1) | |
Expired (in shares) | shares | (5) | |
Outstanding at end of period (in shares) | shares | 180 | |
Vested and expected to vest (in shares) | shares | 176 | |
Exercisable (in shares) | shares | 145 | |
Weighted Avg. Exercise Price | ||
Weighted Avg. Exercise Price, Outstanding at beginning of period (in dollars per share) | $ / shares | $ 4.12 | $ 4.12 |
Weighted Avg. Exercise Price, Granted (in dollars per share) | $ / shares | 0 | |
Weighted Avg. Exercise Price, Exercised (in dollars per share) | $ / shares | 2.15 | |
Weighted Avg. Exercise Price, Forfeited (in dollars per share) | $ / shares | 5.52 | |
Weighted Avg. Exercise Price, Expired (in dollars per share) | $ / shares | 6.80 | |
Weighted Avg. Exercise Price, Outstanding at end of period (in dollars per share) | $ / shares | 4.12 | |
Weighted Avg. Exercise Price, Vested and expected to vest (in dollars per share) | $ / shares | 4.10 | |
Weighted Avg. Exercise Price, Exercisable (in dollars per share) | $ / shares | $ 4.03 | |
Additional disclosures | ||
Wtd. Avg. Remaining Contractual Life (Yrs), Outstanding | 4 years 6 months | |
Wtd. Avg. Remaining Contractual Life (Yrs), Vested and expected to vest | 4 years 3 months 18 days | |
Wtd. Avg. Remaining Contractual Life (Yrs), Exercisable | 3 years 8 months 12 days | |
Aggregate Intrinsic Value, Exercised | $ | $ 11 | |
Aggregate Intrinsic Value, Forfeited | $ | 0 | |
Aggregate Intrinsic Value, Outstanding | $ | 21 | |
Aggregate Intrinsic Value, Vested and expected to vest | $ | 21 | |
Aggregate Intrinsic Value, Exercisable | $ | $ 17 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of restricted stock awards outstanding (Details) - Restricted stock shares in Thousands | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Shares | |
Unvested at beginning of period (in shares) | shares | 1,668 |
Granted (in shares) | shares | 1,340 |
Vested (in shares) | shares | (760) |
Canceled and forfeited (in shares) | shares | (208) |
Unvested at end of period (in shares) | shares | 2,040 |
Weighted average grant date fair value | |
Unvested at beginning of period (in dollars per share) | $ / shares | $ 5.83 |
Granted (in dollars per share) | $ / shares | 3.82 |
Vested (in dollars per share) | $ / shares | 5 |
Canceled and forfeited (in dollars per share) | $ / shares | 6.08 |
Unvested at end of period (in dollars per share) | $ / shares | $ 4.80 |
Revenues - Schedule of Revenues
Revenues - Schedule of Revenues on Disaggregated Basis (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 12,674 | $ 15,919 | $ 25,409 | $ 27,300 |
License and service fees | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 1,033 | |||
Wireless | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 12,674 | 15,919 | 25,409 | 27,300 |
Wireless | License and service fees | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 795 | 1,861 | 2,382 | |
Wireless | Hosted environment usage fees | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 1,434 | 3,956 | 2,863 | 8,097 |
Wireless | Cloud based usage fees | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 9,670 | 10,555 | 19,548 | 15,602 |
Wireless | Consulting services and other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 537 | $ 613 | $ 1,137 | $ 1,219 |
Segment, Customer Concentrati_3
Segment, Customer Concentration and Geographical Information - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 location businessUnit | Jun. 30, 2021 location | |
Revenue, Major Customer [Line Items] | ||||
Number of primary business units | businessUnit | 1 | |||
Number of geographic locations | location | 2 | 2 | ||
Customer Concentration Risk | Revenues | Customer one | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 44% | 57% | 42% | 63% |
Customer Concentration Risk | Revenues | Customer two | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 37% | 25% | 37% | 16% |
Customer Concentration Risk | Accounts receivable | Customer one | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 47% | 44% | ||
Customer Concentration Risk | Accounts receivable | Customer two | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 26% | 29% | ||
Customer Concentration Risk | Accounts receivable | Customer three | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 14% | 12% |
Segment, Customer Concentrati_4
Segment, Customer Concentration and Geographical Information - Wireless Revenues by Product (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 12,674 | $ 15,919 | $ 25,409 | $ 27,300 |
Wireless | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 12,674 | 15,919 | 25,409 | 27,300 |
Wireless | Family Safety | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 10,161 | 11,119 | 20,528 | 17,385 |
Wireless | CommSuite | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 1,433 | 3,944 | 2,862 | 8,073 |
Wireless | ViewSpot | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 1,080 | 817 | 2,014 | 1,746 |
Wireless | Other | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 0 | $ 39 | $ 5 | $ 96 |
Segment, Customer Concentrati_5
Segment, Customer Concentration and Geographical Information - Company Revenue in Different Geographic Locations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 12,674 | $ 15,919 | $ 25,409 | $ 27,300 |
Americas | Geographical components | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 12,222 | 15,351 | 24,407 | 25,496 |
EMEA | Geographical components | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 452 | $ 568 | $ 1,002 | $ 1,804 |
Leases - Summary of Operating L
Leases - Summary of Operating Lease Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Lease, Cost [Abstract] | ||||
Lease cost | $ 406 | $ 560 | $ 833 | $ 1,120 |
Sublease income | 0 | (151) | (18) | (301) |
Total lease cost | $ 406 | $ 409 | $ 815 | $ 819 |
Leases - Summary of Maturity of
Leases - Summary of Maturity of Operating Lease Liabilities (Detail) $ in Thousands | Jun. 30, 2022 USD ($) |
Lessee, Operating Lease, Liability, to be Paid [Abstract] | |
2022 | $ 819 |
2023 | 1,657 |
2024 | 1,505 |
2025 | 1,151 |
2026 | 471 |
Total lease payments | 5,603 |
Less imputed interest | (563) |
Present value of lease liabilities | $ 5,040 |
Leases - Summary of Additional
Leases - Summary of Additional Information Relating to Company's Operating Leases (Detail) | Jun. 30, 2022 |
Leases [Abstract] | |
Weighted average remaining lease term (years) | 3 years 6 months 10 days |
Weighted average discount rate | 6.30% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) $ in Millions | Jun. 30, 2022 USD ($) |
Income Tax Disclosure [Abstract] | |
Valuation allowance | $ 57.3 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event $ / shares in Units, $ in Millions | Aug. 11, 2022 USD ($) $ / shares shares |
Private Placement | |
Subsequent Event [Line Items] | |
Aggregate number of warrants (in shares) | shares | 2,238,805 |
Exercise price of warrants (in dollars per share) | $ 3.35 |
Warrant expiration, term | 5 years |
Private Placement | Convertible Debt | |
Subsequent Event [Line Items] | |
Aggregate original principal amount of convertible notes | $ | $ 15 |
Initial conversion price (in dollars per share) | $ 3.35 |
Securities Purchase Agreement | |
Subsequent Event [Line Items] | |
Exercise price of warrants (in dollars per share) | $ 2.65 |
Warrant expiration, term | 5 years |
Number of shares issued (in shares) | shares | 1,132,075 |
Purchase price (in dollars per share) | $ 2.65 |
Term when warrants become exercisable | 6 months |